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Beast Soul allows the user to completely take over the appearance and abilities of a powerful, beastly creature known as “The Beast”, described by Mirajane as "the King of monsters".[1] In such state, the user’s size increases exponentially, with their arms growing longer, larger and sprouting sharp claws, and they become covered in thick fur, with their abdominal and pectorals prominent in the middle. Their hair takes on a mane-like appearance, their ears and canine teeth become pointed, and they grow a pair of striped horns pointing upwards, starting from a plate on their forehead. The first time said spell was used by the user, the user's legs, much smaller in comparison to their large arms and torso, grew dark hooves, and they also gained a pair of protrusions sprouting from their shoulders, similar in appearance to their horns;[2] when it was used again during the Battle of Fairy Tail arc, however, the user's feet bore resemblance to a large bird's, with dark claws, and the protrusions on his shoulder weren't visible anymore.[3] In both forms, however, the only piece of the user’s attire which remains on are their pants, which get shorter as a result of their transformation, and sprout extremely prominent and spiky upper edges. The take-over also has slight differences in appearance depending on Elfman's level of control, when he lacks good control over it he is several times larger than when he is in full control, his eyes glow purple and the scar on his eye is much larger.[4]

Enhanced Speed: Despite their larger size, the user's speed is increased exponentially in such state, as shown when Elfman, a Mage capable of using this spell, charged at the agile Sol and rapidly defeated him with a barrage of fists while spinning rapidly on himself, without giving the opponent a single chance to react, whereas before he couldn't land a blow on him.[5] The user can also rapidly move around by jumping, and climb on vertical surfaces through the use of their claws with great agility and speed.[6]

Enhanced Strength: This form further boosts the user's already great physical might, so much that they are capable of releasing a person from the grip of Phantom Lord’s gigantic Super Mage Giant Phantom MK II without much trouble,[7] and of stopping Belcusas the Thunderclap's enormous fist with a single arm.[8] Additionally, when Elfman initially took on the full uncontrolled version of the Take Over, he defeated the S-Class Wizard Mirajane Strauss with ease.[9]

Enhanced Smell: In this state, the user's sense of smell is greatly increased, comparable to that of a beast's, as the user is capable of chasing an opponent around while blindfolded, increasing their advantages against Magic that needs to be seen in order for it to work.[10]

Immense Magic Power: It is noted that the beast possess great magic power, so much so that in Elfman's initial attempt at a Full-Body Take Over he completely lost control of the Take Over.[11]